Transaction in Own Shares

3i Group PLC
24 August 2007

3i Group plc



24 August 2007



This document should not be transmitted, distributed, published or released in
whole or in part in or into Australia, Canada, Japan or the United States of
America or in or into any other jurisdiction in which such act would constitute
a violation of any relevant laws of such jurisdiction.



                                  3i Group plc



                            Cancellation of B Shares



On 20 August 2007, 3i Group plc (the 'Company') announced that Dresdner
Kleinwort Securities Limited, acting as agent for the Company, had agreed to
purchase 21,654,996 B Shares under the Company Offer (as defined in the
Company's circular to Shareholders dated 14 June 2007 (the 'Circular')).



The Company confirms that these B Shares have today been cancelled and that
following cancellation the Company has 16,566,194 B Shares remaining in issue.





Notes:



All defined terms not otherwise defined in this announcement shall bear the
meanings given in Part 10 (Definitions) of the Circular.



Further information and copies of the Circular can be found on the Company's
investor relations website at http://www.3igroup.com.



For further information



Patrick Dunne, 3i Group plc                                  020 7975 3283





Additional Information:



None of the B Shares has been or will be registered under the US Securities Act
of 1933 or any state securities laws of the United States.  Accordingly, none of
the B Shares may be offered, transferred or sold in the United States or
elsewhere by Shareholders unless pursuant to a transaction that has been
registered under the US Securities Act of 1933 and the relevant state securities
laws or that is not subject to the registration requirements of the US
Securities Act of 1933 or such laws, either due to an exemption therefrom or
otherwise.



None of the B Shares nor this announcement have been approved, disapproved or
otherwise recommended by any US federal or state securities commission nor have
such authorities confirmed the accuracy or determined the adequacy of this
announcement.  Any representation to the contrary is a criminal offence in the
United States.



Dresdner Kleinwort Securities Limited ('DKIB'), which is authorised and
regulated by the Financial Services Authority, is acting for the Company and for
no-one else in connection with the Company Offer and will not be responsible to
anyone other than the Company for providing the protections afforded to
customers of DKIB or for affording advice in relation to the contents of this
announcement or any matters referred to herein.


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